Weighing all the options

NEW YORK – Starboard Value GP announced its intention to explore alternatives to the proposed buyout of Smithfield Foods Inc. by Hong Kong-based Shuanghui International Holdings Ltd.

In a filing with the Securities and Exchange Commission, New York-based Starboard, which has a 5.7 percent share of Smithfield, stated the company has entered into an agreement with Moelis & Company and BDA Advisors Inc. to determine if breaking up Smithfield will net shareholders more than the $34 per share stipulated under the proposed buyout by Shuanghui.

In a letter to the Smithfield board dated June 17, Jeffrey Smith, CEO of Starboard, argued that breaking up the company could be more profitable than the buyout proposal from Shuanghui. Starboard is a New York-based investment adviser and one of Smithfield Foods' larger investors.

"Starboard has recently engaged certain financial advisors to assist Starboard in identifying and connecting any strategic or financial buyers for the Issuer’s individual business units in an effort to structure and deliver a collective, sum-of the-parts transaction proposal to the Issuer that could qualify as a “superior proposal” under the merger agreement with Shuanghui," the company said in its 13-D filing with the SEC.

Shuanghui proposed acquiring the Smithfield, Va.-based pork processor for approximately $7.1 billion, including assumption of debt. Shuanghui will acquire all of Smithfield’s outstanding shares for $34 per share in cash, which is a 31 percent premium to Smithfield’s closing stock price of $25.97 on May 28.

Starboard continues to push for a breakup of Smithfield even as Sun Merger Sub Inc., an indirect wholly owned subsidiary of Shuanghui, initiated an $800 million senior notes offering as part of the proposed acquisition of Smithfield.

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